INDIANAPOLIS (AP) - Michigan State's climb to national prominence took the Spartans all the way over Rocky Top.

Down by 16 points in the second half, Michigan State rallied - tying the largest comeback in Final Four history - then finished off Tennessee with a pair of fast-break baskets to complete the 68-64 upset Sunday night. The win sets up Tuesday's title game with Baylor, another unlikely championship contender.

"This team has the heart of a lion," Michigan State coach Joanne P. McCallie said, her players bouncing and hugging with wide-eyed looks of disbelief on their faces.

Trailing 45-29 with 16:02 left, Michigan State wouldn't quit and finally caught the Lady Vols at 62-62 on two free throws by Victoria Lucas-Perry with 1:20 left. Moments later, Michigan State point guard Kristin Haynie made a steal and layup to put the Big Ten champions ahead.

Tennessee's Loree Moore then tied it with a runner in the lane, but Spartans senior center Kelli Roehrig scored underneath to make it 66-64 with 35 seconds to play.

The Lady Vols (30-5) then missed a 3-pointer and two inside shots before the ball dropped in the hands of Roehrig, who fed Lucas-Perry for a layup with 2.7 seconds left to complete the remarkable comeback.

The Spartans' last two baskets were their only fast-break points of the night.

Michigan State's rally tied the largest in Final Four history. In 2001, Notre Dame came back from 16 down to beat Connecticut. But the Spartans didn't pull off the night's only jaw-dropping return to life: Baylor had to overcome a 15-point deficit in the game before to take out overall No. 1 seed LSU.

Baylor, whose uplifting tale of redemption is the feel-good story in this tournament, advanced to its first national championship game with a 68-57 victory.

The Spartans (33-3) danced and hugged in a circle as the final horn sounded on their game. McCallie said it wouldn't take long for her to get started preparing for the Lady Bears.

"By Midnight," she said. "Baylor's a fantastic team, and they had a terrific game also, and we're very excited, and midnight, we got til about midnight."

Just four years ago, Michigan State wasn't even among the best teams in its conference. In 2000, McCallie's first year, the Spartans won only 10 games.

But McCallie, the AP's coach of the year this season who turned tiny Maine into a national power, recruited Haynie and Roehrig and got the rest of the Spartans to believe.

Now they're one win away from a national title, something the school's men's team couldn't do this weekend in St. Louis.

Lindsay Bowen had 18 points and Lucas-Perry and Liz Shimek 14 apiece for the Spartans, who have won 17 straight.

Tennessee, meanwhile, had another solid season end in disbelief and a victory shy of a seventh national title. Despite making their fourth straight Final Four appearance and 16th overall under coach Pat Summitt, the Lady Vols haven't won a national title since 1998 - a drought for the queens of college basketball.

"It will be a long time before I get this one out of my system," Summit said. "I'm sure the players feel the same way."

The devastating loss for Tennessee puts a disappointing finish to a season in which Summitt became the winningest coach in college basketball history. But win No. 883 will have to wit until next season.

Freshman Alexis Hornbuckle had 16 points and Indiana native Shanna Zolman added 13 for the Lady Vols, who appeared in control in the second half before their uncharacteristic fold.

With Indianapolis Colts quarterback and proud Tennessee alum Peyton Manning cheering from a few rows behind their bench, the Lady Vols opened the second half with a 14-4 run to open their biggest lead.

The Spartans looked tired and ready to pack it in when all of a sudden they found their shooting touch and new life. Bowen's 3-pointer capped a 14-2 spurt that pulled Michigan State within 51-47 with 9:13 to go.

Lucas-Perry then hit two 3-pointers and scored eight straight points to get Michigan State within 57-56, sending the Spartans fans into a frenzy. Zolman's 3-pointer with 3:45 left gave Tennessee a six-point cushion, but the Lady Vols made some careless turnovers - one a pass that Summitt snagged in front of her bench - to help Michigan State's rally.

Haynie's steal was the biggest play. Regarded as one of the nation's finest point guards, she had scored just two points before stepping in front of Zolman's pass and dribbling nearly the length of the floor for her basket.

"She was just so hungry, so hungry to get after it, and she sees the great opportunity to go for it," McCallie said.

Roehrig also redeemed herself after missing an easy layup a few moments earlier with her inside shot, which came after the burly center flattened Tye'sha Fluker in the lane.

But it was Lucas-Perry's layup that finally dropped Tennessee for good.